Evidence of meeting #6 for Government Operations and Estimates in the 39th Parliament, 2nd Session. (The original version is on Parliament’s site, as are the minutes.) The winning word was value.

A recording is available from Parliament.

On the agenda

MPs speaking

Also speaking

Patricia Ducharme  National Executive Vice-President, Public Service Alliance of Canada
Michael McCracken  Chairman and Chief Executive Officer, Informetrica
Philippe Le Goff  Committee Researcher
Guy Beaumier  Committee Researcher

3:40 p.m.

Liberal

The Chair Liberal Diane Marleau

I call the meeting to order.

I welcome our guests. We have Mr. Michael McCracken from Informetrica, and we have Patricia Ducharme, the national executive vice-president of PSAC.

You've both been before committees before. I'll give you your choice as to who wants to start and who wants to finish. I will allow you to speak for five to ten minutes, and then we'll start with rounds of questions.

I must tell the members of the committee that the topic is the real estate transaction that occurred not too long ago and the sale of some federal buildings.

Gentleman, lady, go ahead, please.

3:40 p.m.

Patricia Ducharme National Executive Vice-President, Public Service Alliance of Canada

Thank you, Madam Chair and committee members.

Thank you for the opportunity to appear before you today on behalf of the Public Service Alliance of Canada. Joining me this afternoon, as Madam Chair mentioned, is Mike McCracken. Mike is the chairman and CEO of Informetrica. His firm is a privately owned Canadian company specializing in quantitative economic research.

PSAC commissioned Mike's firm to analyze phase one of the real estate plan. It will surprise no one that we think the sale and leaseback of several properties owned by the people of Canada was a bad deal for citizens. Mike has also concluded that it is a bad deal for taxpayers.

In a moment, Mike will brief you on the highlights of his analysis, but first let me outline some of our general concerns with the sale and leaseback of the initial set of properties. Because virtually no details are publicly available about phase two of the real estate plan, it is difficult to comment on it. All we can do is examine the recent transaction and anticipate what phase two might bring.

Our concerns are rooted in the belief that the sale of these assets is akin to the privatization of public space. In a world where Canadians are bombarded virtually every waking moment by commercial messages, images, and values, the loss of any public space is a very serious matter.

In a real sense, these buildings are the bricks and mortar of public services PSAC members deliver to Canadians. It is our view that the sale of these properties further diminishes the role in leadership of the Canadian government in our communities and is in keeping with the view that less government is better government.

The properties in question belong to the people of Canada. As our representatives, your committee has properly objected to the secrecy adopted by the government when it came to conducting the sale of these buildings. Your call for a moratorium on the sale was entirely appropriate and prescient, given the Federal Court injunction in relation to the Musqueam Band's objection concerning its unresolved land claim.

Information this committee demanded was withheld. Canadians were kept in the dark about the government's plans to sell our property. Some but not all details related to the sale have since been released, but only after the transaction was announced. If one is to encourage good behaviour through praise, then the government deserves credit for this limited release, but key documents remain secret, the Larco lease among them.

In fact, the most important details, the real numbers contained in a prospectus prepared for bidders called “The Confidential Information Memorandum”, continue to be withheld to this day. The confidential information memorandum contains a description of every property. It provides the details a potential bidder would need to craft an offer to purchase. It includes a statement of net operating income. It outlines operating expenses, taxes, management fees, parking income, and the like. It also includes a detailed schedule of capital improvements the new owners will pay for.

Without the details contained in the confidential information memorandum, it is impossible to properly evaluate the sale. I dare say, Public Works has probably withheld this confidential document even from government members of this committee.

Vague assurances that this is a good deal are not good enough. When you see the numbers, I believe you will quickly come to the same conclusion that Informetrica has reached: that taxpayers lost big time in this transaction.

You might be wondering, “How does she know?” The truth is PSAC obtained a copy of the confidential information memorandum. We were given the document on the condition that we keep it secret. For this reason, unless the Minister of Public Works releases us from this undertaking, I cannot at this time give you the document, but we can and will brief you on our analysis of it, and I will now ask Mike to do just that.

3:40 p.m.

Michael McCracken Chairman and Chief Executive Officer, Informetrica

Thank you, Patty.

The handout I've given you is just a summary I'll speak to. If you have further questions, we'll try to handle them as they come up.

Essentially, the deal is one in which there is a turnover of buildings for cash and in which the new owners make a commitment to make certain capital improvements, not all, but those that are published in a schedule that the lessors were told they would have to commit to doing. These run to about 60% to 70% of the known, expected capital expenditures. They vary by building.

The government, at the same time, commits to pay the lease on the space for 25 years, indexed at 2%, although it's not clear whether that's 2% or the CPI, which could be different, and has an option to renew for two ten-year periods at market rates at that point. But the starting point on this is a set of lease amounts. It is interesting to note, from looking at earlier drafts of the discussion in some of the earlier studies, that the lease amounts per square foot in the final documents appear to have gone up an average of about $2 per square foot in the parts on which people actually finally bid.

The lessee, the government, as part of its leasing operation, is expected to pay all operating costs and any capital costs not specified as the responsibility of the lessor. So the risk--and a lot of the discussion around this, in general, was a discussion of the transfer of risk--of operating cost overruns and the risk of additional capital requirements is still being carried by the government.

There is an option at the end of 25 years, also, for the government to give up the buildings and not continue leasing them at market rates or to continue leasing them. They can also buy the buildings at the end of the 25-year period. That is done on the basis of the lease value at the end of the period. So it's the index value moved forward 25 years divided by what's called the capitalization rate, or the cap rate. That cap rate is specified in the lease. That's not been made public. We have made the assumption that it appears to be about 6%, but some of the other documents and commentary that have been released use numbers that are substantially higher than that, and if they are, of course that will affect that out-year cost.

There are a number of different ways of looking at it. You can just look at it on the basis of what happens in the first year, in 2008, say. In the Hays Building, it was previously $5 million net that was being paid by the government for operating costs and a net of their parking revenue. They will now pay $20 million, which is the lease payment, and they will lose the parking in the process, and so on.

We've gone over the seven properties. We did the analysis originally on the nine properties, but the two Vancouver properties have been removed from this presentation, given that they are in a state of limbo. I guess that would be the best way of describing it at the moment. With some of the recent claims on some of the Ottawa buildings, limbo may get bigger over time, as well, if others see this as an opportunity to put forward their requirements or demands.

This gap will widen over time from what you see here in the first year. Because of indexing, the operating costs covered by the tenant, we're assuming in the two cases, before and after, would be the same. Again, one can argue as to whether that will be the case or not.

Without the sale, the government faced a capital cost of about $105 million over the 25-year period for what has to be done in terms of major repairs. The lessor has indicated a willingness to accept $70 million of that, or about 68% in aggregate. This varies from between 50% and 90%, or 50% and 89%, depending on the building you are looking at.

The only thing I would make sure you keep in mind is that these are for the capital costs identified in the schedule. Anything that is not identified will be at the cost to the government as the tenant, as it would be in the case where they still held it, so we've not tried to raise that in the analysis as a differential element.

What we call the net present value of this lessor portion—in other words, what is the value if you were to try to put aside something to finance all these changes today—is about $54 million. So that's the value of that particular item.

In summary, the numbers around these projects, for the seven buildings, the revenue in what we call this net present value, is about $1.2 billion. There's a residual value on the buildings at the point at which there is an option available in 25 years. We estimate that to be $522 million. The capital being provided by the lessor is a $54-million reduction in cost to government. The total of that is $1.7 billion. The sale price, as near as we can determine it, is $1.4 billion for the seven buildings. This gives you a loss to the taxpayer of about $366 million, again, in net present-value dollars today.

This loss, of course, is over a 25-year period. We went out only 25 years, because after 25 years, the arrangements are such that the lease is on the basis of market value at that time, and one would normally take the market value to be one that would represent the balance between the value of the buildings and the payments for the use of that building, but it's in this first 25 years that the lease amount is fixed and where there is this indexing provision that's been put in place.

So that gives you at least an overview of the numbers. I think the general sense that one has is that the payments are generous. The risks are still on behalf of the tenant in terms of net operating costs and in terms of additional capital costs. The reason the values that came out of some of the studies that were tabled—particularly the Deutsche Bank study, and the Bank of Montreal studies as well—seem so low is based on a view that the residual value of these buildings is essentially very low, so much so that one wonders why they even bothered putting the number into it.

Of course, if they are in fact worth so little, then presumably the government will find it profitable to buy them back at that very low cost and return the situation to what it is today. But our view is that the value of those buildings, properly kept up, as they would be, is substantially higher than they were in these other studies. That represents a situation in which the value of this transaction is quite a bit more, because not only are you committing to these lease costs for 25 years as a government, but you're saying, “We're also going to throw in any claim we have on that building by surrendering it to you today rather than holding onto it.”

Let me turn it back over to Patty for some closing comments.

3:45 p.m.

National Executive Vice-President, Public Service Alliance of Canada

Patricia Ducharme

Were you going to talk about the efficiency of the private sector?

3:45 p.m.

Chairman and Chief Executive Officer, Informetrica

Michael McCracken

I can.

Let me just raise one issue that did come up. One of the claims was that the private sector, if they were operating this, would be able to deliver a 20% improvement in operating costs. The evidence of that has not been forthcoming. We've asked to see a study that was reportedly looking at that issue, from DPW some years back, but we should understand—or at least, my understanding of the current situation is—that the private sector is already being contracted, in most cases, to provide the ongoing maintenance of these buildings. So one has to ask, where have they been hiding their gains, because these operating costs that we are seeing are supposedly the actual operating costs that are there.

The second issue, though, is if they in fact are in a position to realize those through their expertise, etc., then I would suggest building that into your estimates. Then why don't you assume the liability for the operating costs--and those aren't. This is a net-net-net lease, the netting out being anything that they can still leave on the hands of the government will be there. But if you really believed you could operate the thing at 20% less, you would offer a gross lease; then you would show the economies that you can attain, because then you would retain those economies.

In this case, where every incentive I see is one in which there is an incentive to raise the operating costs on the part of the owner, you can pass them on to the tenant, you can maintain the value of his asset, which you will own immediately, and enhance its value in 25, 35, or 45 years. Oh yes, by the way, there is also a management fee that's a percentage of those operating costs as well. All of those things would make me ask why these are going to be lower in this situation.

That's the story on the operating costs. And as I say, we haven't seen this study that supports the view that they will be 20% more efficient than the current situation.

Thank you.

3:55 p.m.

National Executive Vice-President, Public Service Alliance of Canada

Patricia Ducharme

Some of you may be aware that the company which bought this federal property, Larco Investments Ltd., plans to demolish one of Vancouver's most architecturally-significant buildings. Graham House was designed by the famous Canadian architect Arthur Erickson in 1963. It is the building that launched his career. It is currently listed as a building of primary cultural and historic importance. The prospect of the destruction of Graham House has sparked weeks of controversy and pleas of clemency in Vancouver.

Larco Investments Ltd. has met this with stony silence, refusing comment, and preferring simply to dispatch its lawyers for a demolition permit. This cavalier attitude only amplifies our concerns about the government's troubling tendency toward secrecy, especially when it comes to the protection of heritage buildings, several of which are part of the second phase of the real estate plan.

The limitations of our time slot prevent us from canvassing all of our concerns. I hope that we will be able to speak to those I have had to leave out later in the meeting.

We are pleased to answer any questions you may have.

3:55 p.m.

Liberal

The Chair Liberal Diane Marleau

Thank you very much.

By the way, we were scheduled to hear from Minister Fortier on Monday, but he was caught up in the snow storm and he couldn't get to Ottawa from Montreal somehow. I'm a little surprised. I got here from Sudbury, but I guess we're tougher where I'm from.

Mr. Holland.

3:55 p.m.

Liberal

Mark Holland Liberal Ajax—Pickering, ON

Thank you, Ms. Chair.

Thank you to the witnesses for your time, and for coming today.

Obviously there are a number of very troubling elements to this entire affair, and I think what I'll start with is the secrecy, because it makes getting answers very difficult. If there's one thing about secrecy, it's that you don't often go to great lengths to cover up a good deal. So one has to wonder why there have been such extraordinary lengths taken to avoid both your organization and this committee being able to get facts and information.

I will be introducing a motion requesting that the confidential information memorandum be circulated to members of the committee. It's difficult to review this matter without it, but it's fair to say that the secrecy continues, that you have not been getting any additional information voluntarily from the minister, and anything that has come to you seems to have been coming through people who feel you should get this information, as opposed to the minister feeling some need to be transparent.

4 p.m.

National Executive Vice-President, Public Service Alliance of Canada

Patricia Ducharme

Thank you for the question.

Information was made available to the public once the sale was announced. The BMO and RBC real estate study and the Deutsche Bank study were made public and available. However, other documents, such as the confidential information memorandum and the actual lease, have not been made public to date.

4 p.m.

Liberal

Mark Holland Liberal Ajax—Pickering, ON

Right, the problem being that to properly assess the quality of the deal, the information that is required is being withheld.

As well, we don't know the status of the two buildings in Vancouver the government had planned to sell but because of the court injunction have been pulled. We don't know what the government's intentions are with those two buildings at this point.

4 p.m.

National Executive Vice-President, Public Service Alliance of Canada

Patricia Ducharme

I was advised they were no longer part of the parcel. However, I did meet with representatives of the Musqueam Band last week, and I was advised during that meeting that the Federal Court is appealing the injunction the Musqueam Band received at Federal Court.

4 p.m.

Liberal

Mark Holland Liberal Ajax—Pickering, ON

The concern as well.... You referenced phase two. Given the fact that even within the first phase there's been little regard to consulting first nations or considering heritage, there are rumours that some 31 buildings are involved in phase two, and many of those buildings are national heritage buildings. I wonder if you could talk about some of your concerns there.

4 p.m.

National Executive Vice-President, Public Service Alliance of Canada

Patricia Ducharme

The BMO-RBC study that was released in November--it's dated November 14, 2006, although that is not the date it was released--lists specific buildings that are listed as parliamentary district and ceremonial boulevard buildings: the Lester B. Pearson Building; the Library and Archives Canada building; the Wellington Building; the Sussex, Bytown, and Rideau pavilions; East Memorial Building; West Memorial Building; and the Lorne Building.

4 p.m.

Liberal

Mark Holland Liberal Ajax—Pickering, ON

Maybe a phase three offering is the West Block.

I'm wondering if we can go now quickly to Mr. McCracken.

Obviously the numbers paint the story of a very bungled deal and are deeply concerning, I think, to any taxpayer who may look at them. There are a couple of items I want to explore a little further so I can understand how you got to some of the numbers.

One of the items you looked at in this report you did for PSAC was a discount rate. The discount rate you used was 4.5%, whereas Deutsche Bank used a discount rate of 9%. I am just wondering if you can explain that rationale and how that might impact the numbers.

4 p.m.

Chairman and Chief Executive Officer, Informetrica

Michael McCracken

Okay.

The first thing is that we had no guidance on what they were using, so we used what we thought was the appropriate rate, which was the borrowing cost to the federal government at the time. So most of the work we did in the first round of our support to the group was actually at 4%. We tried a variety, though, at 4.5%, 5%, and so on.

We then repeated the work after they had released some of their studies, because at one place in there it was stipulated that the lessor was supposed to use 4.7%. So we said, “Let's see what it looks like with that and see if we get the kinds of numbers that they're getting on this.” But then what you observe is that it's used only for discounting the lease amounts that are paid out, and that for other purposes much higher rates are used—in particular, in trying to put a value on the residual value of the property after 25 years.

The Deutsche Bank was suggesting that should be discounted back to the present at 9%, which makes it essentially valueless in the analysis that anyone is doing. They don't justify where that rate comes from, although that is a number that a real estate developer would no doubt like to get on anything that he's doing.

The other term or the other amount that comes in is a 6% discount rate, and this is based on the valuation of the building. This is based on the private sector experience, over a long period of time, of properties where people are not always occupying them on a steady basis, not necessarily always paying, so there is a discount on the value of a building. When you're trying to buy a building, you say, “What's the lease amount that I have and can expect? What is that divided by--let's say, 0.06 versus 0.045 or 0.047?” In that case, it would have the net effect of lowering that residual value or the value of the building more generally.

Again, it's not clear that in this case you should be using that kind of discount rate, for two reasons. One is that if you believe the central bank, we are in a new world of inflation at 2% or less. So much of the experience in the past, going back into the 1980s and early 1990s, of much higher inflation rates would have coloured your view of what would be the appropriate discount rate to use.

The other thing in this whole transaction that is not brought front and centre and we thought should be is that we're talking about the government here. We're talking about a government that can borrow funds more cheaply than anyone else in Canada. So it struck us that this really represents the alternative.

If they're selling this, the purpose of which is to raise some money, to get $1.4 billion, why don't you just go out and borrow $1.4 billion? What does that cost you? Currently, that costs you between 4% and 5% to borrow, depending on the term and the nature of the structure of the deal you have. Why would you want to be selling the stuff off and doing so on the basis of someone else borrowing money at 6% or 9% in order to buy it from you?

The discount rate in transactions of a government strike me as requiring special treatment, because they are special. They are in a position to provide that risk-free financing and borrowing, well beyond the capacities of any of the people on the other side of the transaction.

4:05 p.m.

Liberal

The Chair Liberal Diane Marleau

Thank you.

Yes.

4:05 p.m.

Conservative

Chris Warkentin Conservative Peace River, AB

On a point of information, could you let us know whether the minister has provided you or the clerk with any information today? I believe it's information that was asked for by Mr. Holland.

4:05 p.m.

Liberal

The Chair Liberal Diane Marleau

I believe they've provided us with a number of copies: the BMO report, a number of things here—things that we already had, by the way. The one thing that we didn't have was the Larco portion of it.

Is that being translated now?

4:05 p.m.

Philippe Le Goff Committee Researcher

It's being translated.

4:05 p.m.

Liberal

The Chair Liberal Diane Marleau

So we do have those things, and they're being translated into French.

4:05 p.m.

Conservative

Chris Warkentin Conservative Peace River, AB

So the confidential information memorandum was included in that package. Is that correct?

4:05 p.m.

Liberal

The Chair Liberal Diane Marleau

We have Larco Investments' agreement to purchase the nine assets, the leases the Government of Canada has entered into with Larco Investments, details of the financing that Larco has negotiated to purchase the seven real property assets sold by the federal government in phase one of its real estate plan, and they are available to the public.

4:05 p.m.

Conservative

Chris Warkentin Conservative Peace River, AB

The analysts are concurring that in fact the confidential information memorandum was included in that package, I understand.

4:05 p.m.

Chairman and Chief Executive Officer, Informetrica

Michael McCracken

I didn't hear that. Did you say it was?

4:05 p.m.

Liberal

The Chair Liberal Diane Marleau

No, I didn't see that, but--no, this thing here is a year old. This is the RBC, and it was just released but it is the studies on....